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82-.

Burns, Philp & Company Limited (“Burns Philp”) has today entered into
agreements to sell its Yeast and Bakery Ingredients Group and its Tones Bros.
herbs and spices business to Associated British Foods, plc (“ABF”) for a total
price of US$1,350 million (A$1.9 billion).

Burns Philp announced on 4 March 2004, its intention to sell Tones Bros.
Today’s sale to ABF represents the completion of that process, subject to
compliance with requirements of the United States Hart-Scott-Rodino Antitrust
Improvements Act of 1976.

The sale of the Yeast and Bakery Ingredients Group is expected to be completed
around 30 September 2004, subject to the satisfaction of certain conditions
precedent, the most significant being:

•

compliance with the requirements under the United States
Hart-Scott-Rodino Antitrust Improvements Act of 1976;

•

applicable regulatory approvals (including any foreign
investment or competition authority approvals together with
satisfaction of any ASX requirements);

•

no legal restraint, prohibition to completion, or regulatory
action which prevents completion.

The proceeds from these divestments will be applied, as to 25% (A$475 million)
against debt reduction in accordance with the group’s financial arrangements,
with the balance (A$1.425 billion) deposited with our consolidated cash
reserves.

Burns Philp & Company Limited (Burns Philp) has today entered into agreements
to sell its Yeast and Bakery Ingredients Group and its Tones Bros. herbs and
spices business to Associated British Foods, plc (ABF) for a total sale price
of $US1.350 billion (approximately $A1.9 billion).

At media and analysts briefings, Burns Philp Chief Executive, Tom Degnan, said
today: “ The yeast business has grown significantly under our existing
management. Over several years we have done many improvements to build this
business to its current strong position. In the hands of ABF, this company can
continue to prosper and grow’’.

Mr Degnan pointed out that ABF also has significant bakery ingredient
operations around the world and will look to utilise the yeast company’s global
platform for further growth.

The proceeds from these divestments will be applied, as to 25% $US337.5 million
($A475 million) against debt reduction in accordance with the group’s financial
arrangements, with the balance $US1.0125 billion ($A1.425 billion) deposited
with our consolidated cash reserves.

In answer to questions regarding use of part of the proceeds, Mr Degnan said
although the company had no specific acquisitions in mind, it was constantly
evaluating prospects. He added that the sale of the assets to Associated
British Foods would be completed ''around September 30, 2004’’.

He said the company ''would have cash on hand of about $A1.5 billion’’.

Mr Degnan confirmed that following the sale net debt for the company would be
reduced from approximately $A2.6 billion to $A700 million and that the gain on
the transaction would be more than $A500 million.

He said ABF became interested in the yeast business following on from its
decision to tender for the Tones Bros. business.

Burns Philp announced on 4 March 2004 its intention to sell Tones Bros. The
sale announced today to ABF represents the completion of that process, subject
to compliance with requirements of the United States Hart-Scott-Rodino
Antitrust Improvements Act of 1976.

The sale of the Yeast and Bakery Ingredients Group is expected to be completed
around 30 September 2004, subject to the satisfaction of certain conditions
precedent, the most significant being:

•

compliance with the requirements under the United States
Hart-Scott-Rodino Antitrust Improvements Act of 1976;

•

applicable regulatory approvals (including any foreign investment
or competition authority approvals together with satisfaction of any
ASX requirements);

•

no legal restraint, prohibition to completion, or regulatory action which prevents completion.

For further information

Contact:

Tom Degnan, Burns Philp

Tel) 02 9259 1348

Graham Canning, Cannings

Tel) 02 9252 0622

INCORPORATED IN NEW SOUTH WALES AUSTRALIA IN 1883
PRINCIPAL COMPANY OF THE BURNS PHILP GROUP OF COMPANIES

SIGNATURES

Pursuant to the requirements of the Securities Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.